Montreal, Quebec--(Newsfile Corp. - March 19, 2015) - Peak Positioning Technologies Inc. (TSXV: PKK) (PINKSHEETS: PKKFF) ("Peak" or the "Company") today announced that it has signed a letter of engagement with Jones, Gable and Company Limited ("JGCL") to have JGCL act as lead agent, on a best efforts basis, for a financing to be closed concurrent to Peak's acquisition of LongKey Hong Kong Limited ("LongKey").
Terms of Offering and Eligibility to Participate
The proposed financing is a private placement consisting in the sale of units, to be priced in context of market conditions, for gross proceeds of a maximum of CAD$3,500,000 (the "Offering"). Each unit (a "Unit") of the Offering will consist of one (1) common share and one (1) one common share purchase warrant. Each common share purchase warrant will entitle its holder to purchase one common share of Peak, at a price to be negotiated between JGCL and Peak, for a period of twenty-four (24) months following the closing date.
In addition to being available to qualified investors, under the recent "Existing Security Holder" exemption, the Offering is also available to all Peak shareholders who were shareholders as of the date of this news release. Subscriptions to the Offering will be treated on a "first-come, first-served" basis. In the event that demand for the Offering exceeds the maximum number of Units to be sold, priority will be given to the subscription agreements first received by JGCL until the maximum amount of the Offering is reached.
At the closing of the Offering, Peak will pay JGCL a cash commission fee equal to 10% of the gross proceeds of the Units sold under the Offering. Peak will also grant JGCL compensation options entitling JGCL to purchase a number of Units equal to 10% of the total number of Units sold under the Offering. Each compensation option granted to JGCL will be exercisable at the issue price of the Units for a twenty-four (24) month period following the closing date.
The Offering is subject to certain conditions including, but not limited to, the approval of the TSX Venture Exchange. All securities issued pursuant to the Offering will be subject to a four month and one day hold period from the date of closing of the Offering.
The proceeds of the Offering will be used by Peak to meet its final working capital contribution commitment of CAD$1,600,000 to LongKey in order for Peak to acquire a controlling majority interest in LongKey as per the existing agreement between Peak and LongKey. Along with the final working capital contribution, Peak will issue 82,000,000 Peak common shares to LongKey's shareholders in exchange for 109,333,000 LongKey shares. This will give Peak a total of 136,000,000 (51%) of LongKey's 266,667,000 total issued and outstanding shares at the closing of the transaction.
Peak Launches New Website
Peak today also announced that it has launched a new website to better reflect the Company's activities. "Our previous website was meant to provide information on two separate companies into a single website, but many people found the website to be confusing and we're not able to make a distinction between Peak, the IT portfolio management company, and Peak, the private mobile and web development company", commented Johnson Joseph, President and CEO of Peak. "The new website is dedicated to our activities as an IT portfolio management company, while information about the activities of our operating mobile and web development subsidiary can now be found on a separate website", concluded Mr. Joseph.
About Peak Positioning Technologies Inc.:
Peak Positioning Technologies Inc. ("Peak"), (TSXV: PKK) (PINKSHEETS: PKKFF), is an IT portfolio management company whose mission is to assemble, finance and manage a portfolio of high-growth-potential companies and assets in some of the fastest growing tech sectors in China, including e-commerce, cloud-computing and mobile development. Peak provides its shareholders with the opportunity to participate in the fastest growing economic sectors of the world's fastest growing economy, in partnership with some of the most reputable and high-profile institutions in those sectors. For more information: http://www.peakpositioning.com
About Jones, Gable and Company Ltd.:
Established in 1965, Jones, Gable & Company Ltd. ("JGCL") is one of Canada's older independent full-service investment dealers. The firm provides investment advisory and brokerage services to individual and institutional clients, and is also active in providing professional market making services on Toronto Stock Exchange listed securities, and in assisting companies with raising capital both in the public markets and privately. JGCL is a member of the Investment Industry Regulatory Organization of Canada, is a participating organization of the Toronto Stock Exchange, and the TSX Venture Exchange, and is registered as an investment dealer with the securities commissions of the provinces of Alberta, British Columbia, Manitoba, New Brunswick, Newfoundland and Labrador, Nova Scotia, Ontario, Prince Edward Island, and Quebec. For more information: http://www.jonesgable.com/home
Forward-Looking Statements / Information
This news release may include certain forward-looking information, including statements relating to business and operating strategies, plans and prospects for revenue growth, using words including "anticipate", "believe", "could", "expect", "intend", "may", "plan", "potential", "project", "seek", "should", "will", "would" and similar expressions, which are intended to identify a number of these forward-looking statements. Forward-looking information reflects current views with respect to current events and is not a guarantee of future performance and is subject to risks, uncertainties and assumptions. The Company undertakes no obligation to publicly update or review any forward-looking information contained in this news release, except as may be required by applicable laws, rules and regulations. Readers are urged to consider these factors carefully in evaluating any forward-looking information.
The TSX Venture Exchange has neither approved nor disapproved the contents of this news release. Neither the TSX Venture Exchange, Inc. nor its Regulation Service Provider (as that term is defined under the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of the contents of this news release.
For more information:
Cathy Hume
CEO
CHF Investor Relations
Phone: 416-868-1079 ext.: 231
Email: cathy@chfir.com
Or
Carl Desjardins
Managing Partner
Paradox Public Relations Inc.
Phone: 514-341-0408
Email: carldesjardins@paradox-pr.ca
Or
Johnson Joseph
President and CEO
Peak Positioning Technologies Inc.
Phone: 514-340-7775 ext.: 501
Email: investors@peakpositioning.com